Genetic Nightmare
by Metron99
Summary: AU The Past comes back to haunt Agent K, when the son of her deceased Spy Friends comes to Pleasant Hills. Though, things get more complicated when he's mutated by Oscorp, becomes a masked vigilante and falls in love with Riley Daring. Pleasant Hills will NEVER be the same. Spider-Man/Replacements Xover. Peter/SpideyxRiley.
1. The Beginning of the End

**The Replacements copyright Dan Santat/Disney**

**Spider-Man copyright Stan Lee and Steve Ditko/Marvel Comics**

* * *

**Spider-Man: Genetic Nightmare**  
**Chapter 01: Beginning of the End**

* * *

**[Pleasant Hills, George Stapler High School]**

a teenager in a red-and-blue spandex costume and facemask  
stood before a hulking ink-black creature that "resembled" him somewhat.

the creature (Venom) slashed at the teenager with it's taloned hand.  
it knocked him across the gym, and cutting into his costume and chest.

the teenager (Spider-Man) recovered from the attack with great agility.  
he took a defensive stance and looked up at the creature.

"**EDDIE!**..Eddie, _**STOP!**_" said Spider-Man

Venom approached Spider-Man, it's footsteps lumbering.

"you don't have to do this!"

Venom gritted his razor sharp teeth which was dripping with a greenish saliva.

"_yeeess...we DO._" hissed Venom

Hidden under the stadium seats, were some teenaged high school students.

One was a girl with long red hair (Riley)  
with her was a japanese girl (Tasumi)  
and, a black haired cheerleader with long pigtails (Sierra)

they watched at Spider-Man desperatly charged at Venom and, did his best to put up a decent fight.

and, jugding by Spider-Man's wounds and, Venom's lack of fatique: It didn't look good.

"Good Grief, Brock, **STOP!**" shouted Spider-Man

Spider-Man shot a webline at Venom's face.  
however, Venom grabbed the line and yanked Spidey towards him.

he then grabbed Spider-Man, clutching his head in his large hand.  
he raised the stunned Spider-Man up and squeezed his skull slightly.

Riley gasped at this.

Venom then punched Spider-Man HARD in the chest.  
this flung his body straight thru the air, crashing carts of basketballs.

"_you won't do what needs to be done..._" began Venom, as he approached Spider-Man

"_The world deserves a REAL hero, a REAL Spider-Man._"

Venom then shot a black tendril from his fist which ensnared Spider-Man.

"_and, if YOU won't do it: WE WILL._"

Venom then proceeded to bash Spider-Man against the hard wood floor and various objects.

"NO!" shriek Riley, terrified

"SPIDER-MAN!" exclaimed Tasumi, ALSO Frightened

Sierra was speechless, frozen in fear as she watched the carnage unfold before her eyes.

Venom finally stopped.

as Spider-Man tried to get up, several other tendrils suddenly sprouted from Venom's back.  
the black tentacles extended and gripped Spider-Man's body and limbs like snake coils.

"_you don't DESERVE your powers..._" growled Venom

Venom's tendrils then tightened harder on Spider-Man's waist and limbs  
Spider-Man yelled out loud as Venom slowly began to drain his strength.

"Grrrr..._**GRAAAAHHH!**_  
no, you c-CAN'T!"

Venom then tossed Spider-Man across the room.

"_YES...We Can._"

Spider-Man painfully tried to get up.  
but, he felt so lightheaded and tired.

Venom then charged after him, snarling like a rabid beast.  
Spider-Man tried to evade, but his aching body felt so "heavy"

he failed to move in time, and Venom impacted him.  
the demonic creature slammed his body against the floor and punched his face HARD.

Venom and raised him up and glared at him.  
Spider-Man did his beat to look into Venom's jagged white lens eyes.

"_we shall succeed where you failed..._" began Venom

Venom then lifted Spider-Man's limp body up.  
he morphed his other forearm into a blade.

"goodbye...PARKER."

Riley's eyes became like pins.  
she froze in absolute horror as Venom readied to impale Spider-Man.

"no...No, (shouting) _**PETEEEEEEEEEEEER!**_"

**[Manhattan, New York]**

**[a Few Months Earlier...]**

a long "greyhound" bus pulled up to a bus stop.  
it's door opened, and a few people got out.

two of those people were a teenage girl and pre-teen boy.  
both if which sported ginger red hair and dark green eyes.

"WHOO-HOO!, I can't believe we're here in NEW YORK CITY!" exclaimed Todd, excited

Todd's sister, Riley groaned.

"Actually, it's called "Manhatten."

"WHATEVER!, it's still New York!"

just then, a woman stepped up and stood at the doorway of the Bus.

"Children..."

Todd and Riley looked at a platinum blonde british woman in a black catsuit.

"Remember, the ONLY reason we're here is because i have to attend a meeting at the United Nations.

And, since C.A.R. is in the shop, your father is attending a "Daredevil Convention"  
and, i don't trust any of you with babysitters, I had to bring you along.

SO, for the remainder of our visit, STAY IN TIMES SQUARE.  
i'll be back in Five Hours to pick you up, so we can return home to Pleasant Hills."

"But, MOOOOOM-!"

"No BUTS, "Toddie" said Agent K, sternly

Todd grumbled as he crossed his arms.

"Now, Be Good and Stay Safe."

with that, the doors closed and, the greyhound bus drove off.

Once the bus was gone, Riley exhaled and smiled to herself.

"Okay, Which store do you wanna go to first?"

"PTTH!, Forget THAT!  
I'm going to Central Park for some Fun and Excitment!" said Todd, as he walked off.

"TODD!, you hear Mom: We're suppose to STAY HERE!"

Todd snickered.

"Riles, think about this for a moment...  
'If we disobey mom, and she isn't here to see it: are we REALLY disobeying her?"

Riley stared at her twin brother.

"WHAT!"

"This is NEW YORk CITY, Sis: The "Big Apple" itself!  
this is a once-in-a-lifetime oppertunty, and i'm NOT gonna waste it."

"But, TO-"

Todd ignored Riley and stepped at the curb of a street.

"TAXI!"

at that moment, a Yellow Cab pulled up.  
before Riley knew it, Todd got inside the cab.

"Central Park, and STEP ON IT!"

with that, the Taxi Cab sped off.

"TODD!, WAAAAIT!"

Riley watched as the taxi cab disappeared into the traffic.  
grumbling, and stood at the curb and raised her hand up.

"TAXI!"

Riley waited...but, nothing happened.

"i said: TAXI!"

Still, nothing happened.  
Riley then scowled angrily.

"of course..."

Riley sighed sharply as she crossed her arms and marched down the street.

**[Nightfall, Somewhere in New York]**

Riley shivered as she wandered down a dark street.

she had been trying to find central park ALL DAY (if only to bring her recklace brother back)  
but, now: all she wanted was to get back to Times Square.

She figured Todd must've finished what he wanted to do and headed back by now  
THAT, and their mother must've returned (and, was probably MAD that they were gone)

Though, right now, Riley wasn't concerned about her mother's anger.  
she was too scared to even think of that, and just wanted to go home.

Riley stopped at an alleyway.  
she hugged her arms together and gulped hard.

"ohhh...where am i?"

Riley felt a chill as a cold wind blowed against her.  
she exhaled, then tried to turn around and walk off.

but, she bumped into someone.

"OH!, Sorry-SORRY!"

Riley suddenly gasped upon seeing the man.  
who had a mohawk, dark eyeliner and many body piercings.

"you look LOST..." began the man, his voice "creepy"

Riley stepped back, a little afraid.

"uhh...Yeah, sort of."

the man grinned a "disturbing" smile.

"well...maybe "I" can help you, Cupcake."

Riley gulped hard.

"uhhh...n-no-no, i can manage on my own."

The man then slowly approached Riley.  
who continued to back away (inside the DARK ALLEY.)

"aww, come on: I INSIST."

"n-no, i...don't think so-AHH!"

The man suddenly grabbed Riley and pinned her against a wall.

"OW!, HEY!  
let..me...GO!"

the man smirked in a way that made Riley nausious.

"your pretty Cute."

"I'M FOURTEEN!" shouted Riley, getting angry

the man smirked.

"not a problem for me-"

"HEY!"

the man and Riley looked and saw someone approach.

it looked like a teenage boy about Riley's age.  
he had scruffy brown hair and wore some dirty looking clothes.

"what are you doing to that girl?" said the boy, sternly

"Back Off, Punk!  
this is personal business, STAY OUT OF IT!" snapped the man

Riley was getting Desperate.

she had a pretty good idea on what this man intended to do (and, had no intention on letting him do it, either)

she may not of known the boy, but she figured he wasn't hostile.

and, she NEEDED help.

"Help Me, PLEASE!" pleaded Riley

the man then slammed her body against the brick wall.

"GAAHH!"

"SHUT UP, B*TCH!"

the boy narrowed his eyes.

"let her go..."

"P*ss off!"

the boy glared at the man.

"i said..."

the boy rushed over and punched the man in the gut.

"LET HER GO!"

The man released Riley as he gripped himself in pain.

"RUN!" shouted the boy

Riley wasted no time and ran as fast as she could.  
but, she stopped and looked back as her attacker turned his sights on her rescuer.

"YOU SON-OF-A-B*TCH!, I'll KILL YOU for that!"

the man threw a punch at the boy.  
though he managed to dodged the first, he wasn't so lucky on the second.

the man then proceeded to kick him as he lay on the ground.

"YEAH!, How-do-ya like that!"

Riley grimaced at this.

How could she possably leave NOW?  
that boy just saved her (and, he didn't have to)  
and, NOW, he was paying the price for his kindness.

she had to do something.

"HEY!"

the man stopped and looked at Riley the boy took this moment of oppertunity, and did a quick sweep kick.

this knocked the man onto his feet.  
he then quickly got up and and ran over to Riley.

"Come on, Let's Go!"

he took her hand, and the two ran off down the street.

"YEAH, KEEP RUNNING!" called the man

"I've seen your faces!, I KNOW WHO YOU ARE!"

after what felt like Hours, the twoo teenagers finally stopped at a street corner.  
both of them bent down and panted loudly as they tried to catch their breath.

"(pant, huff) t-thanks...i owe you." said Riley

"no...(huff, pant) problem."

Riley rose her head up and looked at the boy.  
Now that they were in a lit street, she got a better look at him.

he had short brown hair and blue eyes.  
(in other words, he looked CUTE to Riley)

"who...Who ARE you?" asked Riley

the boy looked at her.

"Peter, Peter Parker."

* * *

**Author Note: Since this is the First Chapter of a proposed Spider-Man/Replacements Crossover**  
** i wanted to make a GOOD First Impression for Long Time Fans of BOTH Franchises.**  
** (and, try and convince people that this isn't a Bad Crossover Idea)**

** I decided to do what Beenox did with "Spider-Man: Edge of Time"**  
** by starting the story with an event that occours much, Much Later on.**

** This story will be a Peter ParkerxRiley Daring pairing**  
** and, will be basicly be an AU (Alternate Universe) retelling of Spider-Man's Origins**

** So, I won't be "predictable" in this story.**


	2. Terror of Oscorp

**The Replacements copyright Dan Santat/Disney**

**Spider-Man copyright Stan Lee and Steve Ditko/Marvel Comics**

* * *

**Spider-Man: Genetic Nightmare**  
**Chapter 02: Terror of Oscorp**

* * *

**[Night, Somewhere in Manhattan]**

Riley walked with Peter down the dark city streets.  
after awhile, she looked at her new friend and spoke.

"how much further?"

"not long." replied Peter

Peter finally stopped at a building.

"well...Here We Are."

Riley looked at the building...and, she nearly gasped upon seeing it.

"an...Orphanage?"

"not quite, the actualy orphanage moved to a new building across town.  
they pretty much abandon the old one, leaving it to whatever.

"it's not the Ritz, but it's HOME."

Riley frowned at this.

"i remember when an Orphanage was "home" to me."

Peter smiled, then took Riley's hand.

"come on, let's get out of the cold."

Peter and Riley walked towards the old building.  
they walked down the long grassy yard and approached the front door.

Peter opened the lockless door quite easily and, both teenagers entered the dark, cold and dusty building.

Riley stopped at the lobby and looked around.  
though it was DARK, she could still make out some things.

and, all it did was bring back Bad Memories for her.

Peter then tapped her shoulder, bringing her back to reality.

"come, miss: i'll show you to your room."

Riley smiled weakly at Peter.

"sure."

Riley followed Peter up a staircase.  
once uptop, they walked down the dark hallway.

they finally reached a doorless doorway.  
and, entered what looked like a room full of small cots.

ONE Bed looked like it had been used for awhile.

"as you can see, we've got plenty of room.  
so, just take your pick and chill out for awhile."

Riley sighed sharply as she sat on a bed.  
Peter sat on another one, facing her.

"so..." began Peter, trying to start a confronsation

"you, uhh...been to one of these places before?"

Riley nodded sadly.

"yeah...i HAVE: me and my brother grew up in an orphanage.  
we never really knew our parents, OR what happened to them.

all we knew was that we were miserable, and WANTED a family."

"did you ever get one?"

Riley smiled, a tear in her eye.

"yeah...we did.  
in fact, my mother is probably looking for me."

Peter sighed.

"well, that'll have to wait until Morning..." said Peter

"Manhatten can be DANGEROUS at Night (trust me, I Know)  
and, it's not safe to go wandering around the streets alone."

Riley sighed sharply.

"i..am Sooooo Grounded."

"Better off "Grounded", than DEAD."

Riley chuckled at this.

"yeah, i guess so."

Riley then looked at Peter.

"so...what about YOU?"

"Me?"

"yeah, how long have you been living like this?"

Peter frowned and sighed, looking down.

"few weeks i guess."

"don't you have ANY family?"

Peter smirked.

"If i DID, i wouldn't be living in an abandoned orphanage."

Riley blushed.

"oh...right, sorry."

Peter exhaled.

"I..never knew my parents, either.  
they died in a plane crash when i was a baby.

the only other family i had was my Aunt and Uncle.  
but, they were killed when a burgler broke into their house when i was away."

Riley stared at Peter with wide eyes.

"oh...i-I'm so sorry."

Peter smiled, then patted Riley's shoulder.

"don't be, it wasn't Your Fault."

Riley sighed softly.

"so...now what?"

"now..we get some sleep and, try to find your Mom tomorrow morning."

Riley looked at Peter.

"But..what about YOU?"

Peter smiled sheepishly.

"Oh, don't worry about me (i'll survive.)  
let's just focus on helping you, i'll worry about me LATER."

Riley frowned.

"peter..i can't just leave you like this."

Peter smiled.

"your sweet..but, i can manage."

Riley sighed sharply.

(("_better remember to give Conrad a call when i get home._")) thought Riley to herself

"Say, i never really did catch you name." said Peter

Riley looked at Peter.

"OH!, right...  
(clears throat) I'm Riley, Riley Daring."

Peter eyed her.

"Daring?"

"Yeah, my dad's "Dick Daring"  
you know, the Famous Stuntman?"

"never heard of him."

Riley sighed.

"right..of course you haven't."

Peter grinned.

"well..Goodnight."

Peter then laid down on the bed.  
Riley exhaled sharply, then laid down as well.

"yeah...goodnight."

Riley rested her head and soon closed her eyes.

but, moments later..she was awakened by a sound.  
it sounded like a faint rumbling that kept getting louder.

Riley quickly raised her head up.

"wa-what's that!"

Peter rose up, also awakened.

"huh?"

"I heard a noise."

the rumbling got Louder and Louder.  
the building began to shake, as if there was an earthquake.

"Wa-Wa-WHAT?"

suddenly, a large chunk of the room was tore apart.  
Peter and Riley looked to see giant saucer-like robot hovering over them.

"WHAT THE-!" exclaimed Riley

the robot shine a searchlight on Riley.

(("**TARGET AQUIRED.**")) said the machine

(("**CAPTURE MODE INITIATED.**"))

a long mechanical tentacle with three claws then sprouted from the machine.  
it extended and quickly wrapped it's coils aroun Riley, ensnaring her.

"AAAAHH!"

"RILEY!"

Riley reached out to Peter as she was dragged within the robot.

"**PETER,** _**HELP MEEEEEE!**_"

Riley soon disappeared inside the machine.

"NO!, RILEY!"

(("**CAPTURE SUCESSFUL, RETURNING TO BASE.**"))

the machine's thrusted then activated.  
Peter watched as it rose up into the air and took off.

"RILEY!"

Peter ran to the destroyed opening.  
he watched at the machine flew off into the city.

"No..._**RILEEEEEEY!**_"

**[Later, In An Unknown Location]**

Riley groaned as she began to awaken.  
she slowly opened her eyes, her vision blurred.

"SIR, she's waking up." said a voice

"ah..GOOD." said another voice

Riley shut her eyes tight and opened them again.  
she found herself in what looked like a prison cell.

only, there was an energy barrier keeping her inside.

she looked and saw some armored guards  
and, a suited man standing at the barrier, looking at her.

"w-where am i?, What Am I Doing Here!"

"oh, of course, how "rude" of me.  
Please allow me to introduce myself..." began the suited man

"My name is Doctor Miles Warren.  
i am the chief scientist of Oscorp, founded by Norman Osborn the Third."

Riley eyed Warren.

"Okay, that answers "Question One."  
now, how about you answer Question TWO."

Warren smirked.

"well..Mister Osborn is entrusted an important project to me.  
and, guess what?: YOU just voluntieered to donate your body to SCIENCE."

Riley was shocked and stunned at this.

"WHAT!"

just then, a device beeped on Warren.  
he looked at a wristwatch and pressed a button.

"yes?"

(("_**Doctor Warren, we're ready.**_"))

Warren grinned.

"Exellent..."

Warren then snapped his fingers.  
the guards then deactivated the energy barrier, walked in and grabbed Riley.

"HEY!, L-Lemmie Go!"

the guards dragged Riley out of her cell.

"Take her to the lab.  
we shall begin the Genetic Splicing IMMEDIATLY."

"What?, NO!"

Riley struggled violently.  
but, the fourteen-year-old was helpless against the adult men.

Miles Warren smirked evily.

"Let us hope She will last longer than the "others"  
Osborn is adament that my Cross-Species Experiment gains Success."

"Don't worry, Sir." began a guard

"if she dies, we can always get more test subjects.  
New York has more homeless people than cockroaches."

Warren chuckled.

"Ye-es, i know.  
but, I want SUCCESS, reguardless."

Warren then stroked his chin, thinking.

"hmmm..."

"what?" asked the Guard

"Nothing.  
it's just..that girl looked "familure."

**[Oscorp Lab]**

Riley continued to struggle as the guards led her into a large room.  
they raised her up and shackled jer wrists and ankles to a metal slab.

"LET..ME...GO!"

"oh, we will, daring...we WILL."

Riley looked and saw Miles Warren approach her.

"but, only AFTER the experiment."

a scientist then approached Warren.  
holding a syringe with a vial of liquid.

"the Mutigen is READY, Doctor."

Miles took the syringe and grinned as he looked at it.

"are you CERTAIN this will work?"

"Yes, sir.

all Forty-Thousand species combined.  
and, ready to bond to Human DNA."

Warren scowled.

"Let us hope you are correct.  
or, the next subject i use this on...will be YOU."

Warren then approached Riley (who looked at him fearfully)  
he then rolled up her sleeve and touched the joint of her arm.

"now, this will only hurt for a moment...assuming this is successful.  
otherwise, you'll be in for ALOT of pain afterwards."

"no...NO, PLEASE!"

Suddenly, a "short guard" rushed over and shoved Warren down.

"WA-WHAT!"

the "guard" removed his helmet...revealed to be PETER PARKER.

"PETER!" exclaimed Riley

"Hold tight, Riles..i'm getting you out of here."

"HOLD IT!"

Peter looked and saw the guards aim their guns at him.

"NO, YOU FOOLS!" exclaimed Warren

"You'll damage the Test Subject!"

Peter took out some grenades and tossed them.  
they detonated, spilling clouds of smoke that disoriented the guards.

As Peter unlatched Riley, she stared at him.

"Pete, h-how did you-"

"I followed the robot to rescue you.  
luckily, i found a spare uniform (with gear) and snuck in."

Peter helped Riley up onto her feet.

"NOT SO FAST!"

Riley and Peter looked at Warren..who loaded the mutigenic vial into a gun.

"Osborn WANTS a cross-species test subject and, "I" INTEND TO DELIVER!"

with that, Warren aimed his gun at Riley.

"NO!"

Peter grabbed Riley and shielded her.  
Warren fired..and, hit Peter right in the neck.

"GAAHH!"

"PETER!, NO!"

Peter groaned as he pulled the now empty needled vial out.  
he tossed it away, then quickly threw another grenade.

This one sent a blinding flash as it detonated.

Once the blindness faded, Warren (and, some guards and scientist)  
saw that the teenagers had disappeared, leaving behind only discarded armor.

"no..they got away."

Warren growled angrily.

"GUARDS!, send out the Security Robots!"

"YES, SIR!"

**[Elsewhere]**

Peter and Riley ran as fast as they could down the long metal corridors.

"How Do (Pant, Huff) WE GET OUT OF HERE!" exclaimed Riley

"I Think The (Huff-Huff) Way Out Is (Pant-Pant) THIS WAY!" replied Peter

Just then, Peter suddenly felt lightheaded.  
he slowed down and stopped, holding his head and groaning.

Riley stopped and looked at him.

"What's Wrong?"

Peter groaned harshly.  
he looked up at Riley, his face now sweaty.

"i...i don't..Know.  
i..i suddenly feel so..n-nausious."

Peter then touched the place where he was shot.

"oh, no...t-the vial.  
wa-what did he...put in meee-ooohhhh."

Peter suddenly collasped onto the floor.

"(Gasp) PETER!"

Riley knelt down to Peter.

she touched his forehead (which was damp with sweat)  
Peter was shivering uncontrollably, as if he was Poisoned.

Just then, Riley heard what sounded like "robotic gears" clicking at a distance.

"oh, no..."

Riley immediatly picked up Peter, carrying him bridal style.  
she quckly ran down the corridor with Peter (which wasn't easy to do.)

she glanced at Peter's face.  
which was sweaty and shivering.

"hang on, pete: i'm getting you out of here."

after awhile, Riley reached an elevator.  
she quickly ran inside, put down Peter and pressed a button rapidly.

she looked and saw robots with red optics approaching.  
the metal doors soon slid closed..followed by a forceful crash.

the elevator began to raise up.

feeling safe for the moment, Riley looked down at Peter.  
she knelt down to look at him, worry and concern overwelming her.

Riley gripped Peter's wrist and felt his pulse.

It was RAPID.

"oh, god..what did he do to you?"

Peter groaned, then coughed loudly.

"ohhh...r-riley?"

Riley leaned closer to him.

"i'm here, pete...I'm HERE."

"riley...i-i feel so-, ohhhh..."

Riley touched Peter's face.

"don't worry, i'm going to get you help: I PROMISE."

**DING!**

The elevator doors slid open.  
Riley quickly picked up Peter and ran out.

she found herself in the Oscorp Lobby.  
where she a reception desk and the many glass doors leading out.

Riley quickly ran over to them and tried to push them open.

sadly, they were locked.

"No."

Feeling anxious, Riley put down Peter and, ran over to a nearby metal trashcan.

she grabbed it, lifting it up over her head.  
carrying it over to a glass door, she threw it into it, shattering the glass.

the alarms immediatly went off.

Riley quickly picked up peter again and, ran out of the door and outside of the Oscorp building.

She ran as fast as she could trying to get Herself (and, Peter) as far away from Oscorp as she possably could.

Just then, a pair of searchlights shined on her.

Riley looked up..and, saw a familure white-and-red vehicle.  
in fact, it was a Car with Jet Plane Wings and Boosters.

"C.A.R.!" exclaimed Riley, relieved

"FOUND HER..Err, THEM?" said the Sentient Spy Car

CAR lowered down, hovering above ground.  
the top retracted, revealing Agent K and Todd.

"_**MOM, YOUGOTTAHELPUS!**_" exclaimed Riley Rapidly

"_**THEIRAFTERUS, THEIRGONNAKILLUS-!**_"

"Get In, Riley: Explainations can come LATER." said K, calmly

Riley (with Peter) climbed into Car's backseat.  
she laid Peter down, supporting his head up.

"Whose he!"

"PETER." said Riley

"He saved my life..THREE TIMES!"

K looked at Car's monitor.

"Carter, take us HOME."

"Will Do, K."

Car put his top down turned and blasted off at high speed.

**[Meanwhile, Inside Oscorp]**

Mile Warren watched as the "flying car" took off on a security monitor.

"Sir, you want to dispatch a Hunter Drone to retrieve the subject?" asked a guard

"No." said Miles thru gritted teeth

"Osborn made it CLEAR that our activtites should be Discreat.  
the LAST THING we need is to draw uneeded attention to ourselves."

Warren then smirked.

"I've got a better idea, anyway.."

"Sir?"

"Dispatch the Spy Pods, i want to know where they are going.  
but, for the love of god, KEEP. OUT. OF. SIGHT!"

"YES, SIR."

Miles Warren scowled as he watched the screen.  
he then took out an "OsBerry" and quickly tapped some buttons.

images and some web articles appeared on-screen.

"Peter Parker?  
hmmm...interesting."

* * *

**Author Note: This is a BIG PART of the revised Origin for Peter Parker/Spider-Man.**

** Right Away, i wanted to get Peter and Riley liking each other**  
** so that Peter's "evolution" into Spider-Man would have a profound affect on Riley.**

** I decided to have Uncle Ben AND Aunt May be deceased in this story**  
** so Peter could relate to Riley in being an Orphan (that, and to give him a reason to leave New York for awhile)**

** Also, the whole "Orphan" things is a part of Riley (and, Todd's) history**  
** that has been confirmed in the opening sequence of "The Replacements", but NEVER explored upon further.**

** I intend to tell my own version on what MAY have happened to Todd and Riley's Birth Parents.**

** I decided to have Miles Warren ("Jackle" in the comics) be the main villain**  
** because after watching "Spectacular Spider-Man", i'm convinced he's an 'Amoral Evil Mastermind'**

** The Robots he used are indeed based on Alistair Smythe's "Spider-Slayer" Robots.**  
** and, Oscorp being the source of all of Peter's troubles (Not to mentions "Cross-Species Genetics)**  
** I took from the 2012 "Amazing Spider-Man Film and Video Game.**


End file.
